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Stockholders' Equity

6 Months Ended

Jun. 30, 2021

Stockholders' Equity

Stockholders' Equity

Note 9 – Stockholders’ Equity

Securities Purchase Agreement

On March 24, 2020, the Company closed on a private placement of approximately $6.0 million of Units. Each Unit consists of (i) one share of the Company’s common stock, (ii) a one-year warrant to purchase 0.5 of a share of common stock (“Class A Warrant”), and (iii) a five-year warrant to purchase 0.75 of a share of common stock (“Class B Warrant”) (collectively, the Class A Warrants and Class B Warrants, the “Warrants”). The Units were sold to the public at a price of $2.21425 per Unit and to certain directors and executive officers at a price of $2.42625 per Unit. The Company generated approximately $5.3 million of net proceeds in the offering after deducting placement agent fees and offering expenses. In the offering, the Company issued an aggregate of 2,675,293 shares of common stock, Class A Warrants to purchase up to 1,337,659 shares of common stock, and Class B Warrants to purchase up to 2,006,495 shares of common stock. The exercise price of the Class A Warrants issued to the public is $2.058 per share and the exercise price of the Class A Warrants issued to the directors and officers is $2.27 per share. The exercise price of the Class B Warrants issued to the public is $2.4696 per share and the exercise price of the Class B Warrants issued to the directors and officers is $2.724 per share.

In connection with the private placement, on March 24, 2020, the Company also entered into a Registration Rights Agreement with the investors. Pursuant to the Registration Rights Agreement, the Company was obligated to file with the SEC, no later than 30 days following the date on which the Company filed its Form 10-K for the year ended December 31, 2019 with the SEC, a registration statement on Form S-3 covering the shares of common stock issued in the offering and the shares of common stock underlying the Warrants. The Company timely filed the registration statement on Form S-3 (Registration Statement No. 333-237790), which was declared effective by the SEC on May 13, 2020.

Stock Options

In applying the Black-Scholes option pricing model to stock options granted, the Company used the following approximate assumptions:


		For the Three Months Ended				For the Six Months Ended
		June 30,				June 30,
		2021		2020		2021		2020
Expected term (years)		5.85 - 10.00		5.85		5.85 - 10.00		5.85
Risk free interest rate		0.80% - 1.58	%	0.34% - 0.38	%	0.45% - 1.58	%	0.34% - 1.32	%
Expected volatility		93	%	99	%	93% - 94	%	96% - 99	%
Expected dividends		0.00	%	0.00	%	0.00	%	0.00	%

The Company has computed the fair value of stock options granted using the Black-Scholes option pricing model. Option forfeitures are accounted for at the time of occurrence. The expected term is the estimated period of time that options granted are expected to be outstanding. The Company utilizes the “simplified” method to develop an estimate of the expected term of “plain vanilla” employee option grants. The Company uses a blended volatility calculation, the components of which are the Company’s historical volatility for the period from its initial public offering through the valuation date and the average peer-group data of six comparable entities to supplement the Company’s own historical data for the preceding years in computing the expected volatility. Accordingly, the Company is utilizing an expected volatility figure based on a review of the historical volatility of comparable entities over a period of time equivalent to the expected life of the instrument being valued. The risk-free interest rate was determined from the implied yields from U.S. Treasury zero-coupon bonds with a remaining term consistent with the expected term of the instrument being valued.

The weighted average estimated grant date fair value of the stock options granted for the three months ended June 30, 2021 and 2020 was approximately $3.48 and $2.13 per share, respectively. The weighted average estimated grant date fair value of the stock options granted for the six months ended June 30, 2021 and 2020 was approximately $4.33 and $2.17 per share, respectively.

On June 17, 2021, an employee exercised an option to purchase common shares on a cashless basis, which resulted in 13,675 shares being withheld and not issued, to cover the cost to exercise and all payroll taxes.

A summary of the option activity during the six months ended June 30, 2021 is presented below:


							Weighted
				Weighted			Average
				Average			Remaining		Aggregate
		Number of		Exercise			Life		Intrinsic
		Options		Price			(in Years)		Value
Outstanding January 1, 2021		3,427,705		$	3.37
Granted		781,536			5.77
Exercised		(104,722)			1.95
Outstanding June 30, 2021		4,104,519		$	3.83		7.9		$	6,445,166
Exercisable June 30, 2021		2,185,978		$	3.52		6.9		$	4,241,183

The following table presents information related to stock options as of June 30, 2021:


Options Outstanding					Options Exercisable
					Weighted
			Outstanding		Average		Exercisable
Exercise			Number of		Remaining Life		Number of
Price			Options		In Years		Options
$	1.24		260,000		3.7		260,000
$	1.95		568,822		6.0		568,822
$	2.72		764,419		8.9		254,807
$	2.74		6,000		7.5		4,833
$	2.89		263,500		8.9		95,158
$	3.11		659,849		8.1		420,859
$	3.43		58,920		—		—
$	3.48		45,000		—		—
$	3.71		43,000		—		—
$	4.00		2,000		7.4		1,723
$	4.53		127,000		—		—
$	4.68		25,000		8.6		11,112
$	5.10		6,000		7.2		5,500
$	5.11		1,637		—		—
$	5.19		16,500		7.2		15,125
$	5.25		26,668		5.3		26,668
$	5.77		50,000		—		—
$	6.01		652,899		—		—
$	6.20		300,387		7.1		296,119
$	6.30		60,000		7.0		58,333
$	8.72		166,918		6.8		166,918
			4,104,519		6.9		2,185,978

Warrants

A summary of the Warrant activity for the six months ended June 30, 2021 is presented below:


							Weighted
				Weighted			Average
				Average			Remaining		Aggregate
		Number of		Exercise			Life		Intrinsic
		Warrants		Price			In Years		Value
Outstanding January 1, 2021		2,011,313		$	2.43
Granted		91,884			4.76
Exercised		(877,014)			2.40
Outstanding June 30, 2021		1,226,183		$	2.69		4.2		$	2,788,188

Exercisable June 30, 2021		1,226,183		$	2.69		4.2		$	2,788,188

The following table presents information related to Warrants as of June 30, 2021:


Warrants Outstanding				Warrants Exercisable
				Weighted
		Outstanding		Average		Exercisable
Exercise		Number of		Remaining Life		Number of
Price		Warrants		In Years		Warrants
$2.4696		917,919		3.7		917,919
$2.7240		216,380		3.7		216,380
$4.7600		91,884		9.9		91,884
		1,226,183		4.2		1,226,183

See Note 6 – Notes Payable – for details on the warrant issued in connection with the Silicon Valley Bank loan.

Restricted Stock Units

On September 11, 2020 and March 31, 2021, the Company granted members of its Board of Directors an aggregate of 44,951 RSUs under its Amended and Restated 2018 Omnibus Stock Incentive Plan. Each RSU is subject to settlement into one share of the Company’s common stock. The RSUs provided that vesting would occur on the earlier of (i) the one-year anniversary of the date of grant and (ii) the date of the 2021 annual stockholders meeting, subject to the grantee remaining on the Board until then. The 2021 annual stockholders meeting took place on June 16, 2021 which triggered the vesting of the RSUs. The RSUs had an aggregate grant date fair value of $156,200, which was recognized over the vesting period.

Stock Warrant Exercises

During the six months ended June 30, 2021, the Company issued an aggregate of 877,014 shares of common stock pursuant to the exercise of warrants for aggregate proceeds of $2,103,991 at exercise prices ranging from $2.058 to $2.4696.

Stock-Based Compensation Expense

The Company recorded stock-based compensation expense related to stock options and restricted stock units of $637,355 ($319,497 of which was included within research and development expenses and $317,858 was included within general and administrative expenses on the condensed statements of operations) and $633,146 ($348,447 of which was included within research and development expenses and $284,699 was included within general and administrative expenses on the condensed statements of operations) during the three months ended June 30, 2021 and 2020, respectively. During the six months ended June 30, 2021 and 2020, the Company recorded stock-based compensation expense related to stock options and restricted stock units of $1,294,268 ($649,210 of which was included within research and development expenses and $645,058 was included within general and administrative expenses on the condensed statements of operations) and $1,217,011 ($655,856 of which was included within research and development expenses and $561,155 was included within general and administrative expenses on the condensed statements of operations), respectively. As of June 30, 2021, there was

$5,796,853 of unrecognized stock-based compensation expense which the Company expects to recognize over a weighted average period of 2.2 years.

At-The-Market Offering

On May 14, 2021, the Company entered into a Sales Agreement (the “Agreement”) with SVB Leerink LLC (“SVB Leerink”) under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, par value $0.0001 per share (the “Common Stock”), having an aggregate offering price of up to $30 million through SVB Leerink as its sales agent. Subject to the terms and conditions of the Agreement, SVB Leerink may sell the Common Stock by any method permitted by law deemed to be an “at-the-market offering”. SVB Leerink will use commercially reasonable efforts to sell the Common Stock from time to time, based upon instructions from the Company (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company will pay SVB Leerink a commission equal to three percent (3.0%) of the gross sales proceeds of any Common Stock sold through SVB Leerink under the Agreement.

The Company is not obligated to make any sales of Common Stock under the Agreement. Through June 30, 2021, the Company has not sold any shares of common stock under the Agreement.